NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION TO ANY U.S. PERSON OR IN OR INTO THE UNITED STATES OR IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT
25 November 2011
ALLIANDER N.V. ANNOUNCES PURCHASE PRICES AND FINAL OFFER RESULTS IN RELATION TO THE TENDER OFFER FOR ITS €500,000,000 4.125% RATING LINKED NOTES DUE 2014 AND ITS €750,000,000 5.50% FIXED RATE NOTES DUE 2016
On 17 November 2011, Alliander N.V. (the Company) invited holders of its outstanding €500,000,000 4.125 per cent. Rating Linked Notes due 17 December 2014 (ISIN: XS0208469253) (the 2014 Notes) and €750,000,000 5.50 per cent. Fixed Rate Notes due 20 April 2016 (ISIN: XS0423530350) (the 2016 Notes, and together with the 2014 Notes, the Notes and each a Series) to tender their Notes for purchase by the Company for cash (each such invitation an Offer, and together the Offers).
The Offers were made on the terms and subject to the conditions and restrictions set out in a Tender Offer Memorandum dated 17 November2011 (the Tender Offer Memorandum). Capitalised terms used in this announcement, but not defined, have the meanings given to them in the Tender Offer Memorandum.
The Company hereby announces that (i) it has accepted for purchase an aggregate nominal amount of €250,000,000 across both Series of Notes, which, as specified in the table below, will be split as follows: (i) all 2016 Notes validly tendered pursuant to Non-Competitive Tender Instructions; and (ii) 2014 Notes validly tendered pursuant to Non-Competitive Tender Instructions with a scaling factor of approximately 34.6%. The Company does not intend to accept for purchase any Notes validly tendered pursuant to Competitive Tender Instructions.
As stated in the earlier indicative results announcement, the Clearing Spread in respect of each Series of Notes has been set at the relevant Maximum Purchase Spread. The Purchase Price for each Series of Notes was determined at or around 2.00 p.m. (London Time) today in accordance with the terms set out in the Tender Offer Memorandum by reference to the sum of the relevant Interpolated Mid-Swap Rate and the Clearing Spread as follows:
| 2014 Notes | 2016 Notes | |
| ISIN | XS0208469253 | XS0423530350 |
| Outstanding Nominal Amount | € 500,000,000 | € 750,000,000 |
| Interpolated Mid-Swap Rate | 1.701 % | 1.959 % |
| Clearing Spread | 5 bps | 20 bps |
| Purchase Yield | 1.751 % | 2.159 % |
| Purchase Price | 106.982 % | 113.831 % |
| Accrued Interest | 3.933 % | 3.366 % |
| Series Acceptance Amount | € 66,347,000 | € 183,653,000 |
| Scaling Factor | Approximately 34.6 % | N/A |
|
Outstanding Nominal Amount after the
Settlement Date | € 433,653,000 | € 566,347,000 |
The Settlement Date for the Offers is expected to be 30 November 2011. Barclays Bank PLC (Tel.: +44 (0)20 7773 8990; Email:
eu.lm.@barcap.com
) and Citigroup Global Markets Limited (Tel.: +44 (0)20 7986 8969; Email:
liabilitymanagement.europe@citi.com
) are acting as Dealer Managers and Citibank, N.A. is acting as Tender Agent (Tel.: +44 (0)20 7508 3867; Email:
Exchange.gats@citi.com
).
DISCLAIMER
This announcement must be read in conjunction with the Tender Offer Memorandum. No offer or invitation to acquire any securities is being made pursuant to this announcement. The distribution of this announcement and the Tender Offer Memorandum in certain jurisdictions may be restricted by law. Persons into whose possession this announcement and/or the Tender Offer Memorandum comes are required by each of the Company, the Dealer Managers and the Tender Agent to inform themselves about, and to observe, any such restrictions.